§ 1.1 Nordic Ocean Watch Denmark (hereinafter “NOW”) is an environmental collective working towards protecting the ocean environment by creating awareness of ocean pollution and taking action.
§ 1.2 NOW wants to create a sustainable future through voluntary initiatives that create environmental changes and thus reduce pollution of the ocean. Everyone can contribute and every action and every choice counts.
§ 1.3 In order to affect behavioural changes which are beneficial to the ocean, NOW has three main focus areas;
Activation – NOW arranges activities enabling people to actively give back to the ocean:
Knowledge sharing – NOW gives the ocean a voice through knowledge sharing, lectures and workshops
Community – NOW fosters new ambassadors for the ocean.
Through the focus areas NOW will demonstrate how small adjustments in everyday life can make a big difference to the ocean environment and provide specific solutions through concepts such as reducing, reusing and recycling, for example in the form of environmentally friendly recycled bottles, reusable tote bags etc.
§ 2 Headquarters
§ 2.1 The name of the organisation is Nordic Ocean Watch Denmark.
§ 2.2 The organisation is independent but originates from Norway, and is a part of a Nordic collective.
§ 2.3 The organisation is based in Copenhagen.
§ 3 Members
§ 3.1 The organisation is open to anyone who concur with the objectives of the organisation and wants to become a member. Members may be both individuals referred to as ordinary members as well as legal members such as other associations, organisations, companies, etc.
§ 3.2 Members may be excluded if this is deemed necessary at the general meeting or by the Board of Directors. Exclusion may occur based on inappropriate language or behaviour or if the member opposes the objectives of the organisation.
§ 3.3 There is no requirement for membership fees.
§ 4 General Meetings
§ 4.1 The ordinary general meeting is the supreme authority of the organisation.
§ 4.2 The ordinary general meeting is held in Copenhagen annually and must be held before the end of March.
§ 4.3 Notification of the general meeting should be made at least 4 weeks in advance. The notification must be provided in writing, but may be electronically.
§ 4.4 The agenda of the general meeting should consist of:
Election of moderator and minute taker
Report of the Chairperson or Board of Directors for approval
Approval of financial statements
Election of Chairperson, Deputy, Treasurer and other board members.
Discussion of received suggestions
Other
§ 4.5 All members of the organisation may participate in the general meetings. All ordinary members may stand for election and may vote. Legal members may not stand for election and occupy a seat on the board.
§ 4.6 Names of candidates must reach the Chairperson no later than 14 days prior to a general meeting. If there are not enough candidates nominated before a general meeting, candidates may be nominated and elected on the day of the general meeting.
§ 4.7 All decisions at the general meeting should be made by a majority vote, unless otherwise decided by the current bylaws.
§ 4.8 The Board of Directors may convene an extraordinary general meeting in the event this is deemed necessary. The guidelines for an extraordinary general meeting follow the same guidelines as for the ordinary general meeting.
§ 5 The Board of Directors
§ 5.1 The Board of Directors should consist of 4-6 board members.
§ 5.2 The Board of Directors are elected for one year at the time.
§ 5.3 The composition of the board should aim at a professionally broad composition of competencies relevant for the organisation.
§ 5.4 A board member must in writing inform the rest of the Board of Directors of any board memberships or interests that the board member has in other companies or organisations with relation to the organisation and its purpose.
§ 5.5 A board member must not participate in the discussion of a question where the board member has an interest that may be contending with the interest of the organisation, including for example an agreement with the board member him/herself, or with a company or an organisation where the board member has a significant interest in.
§ 6 Management
§ 6.1 The organisation has a collective management consisting of the Board of Directors.
§ 7 Power to Bind the Organisation
§ 7.1 The organisation is signed by the Chairperson of the board or by the Deputy together with the Treasurer of the board.
§ 7.2 The Board of Directors shall not be personally liable for the financial liabilities of the organisation .
§ 8 Financial Statement
§ 8.1 The financial year of the organisation is the calendar year.
§ 8.2 The financial statements are prepared by the Treasurer on behalf of the Board of Directors, and approved at the ordinary general meeting in the following year. Comments to the financial statements must be submitted at the general meeting. The Treasurer audits the bylaws as well as other regulations.
§ 9 Amendments to the bylaws
§ 9.1 The bylaws may be amended at the general meeting. If changes to the bylaws are suggested, the suggestion for changes should be included in the notification of the general meeting.
§ 10 Dissolution of the Organisation
§ 10.1 If the organisation is dissolved, the assets of the organisation will go to Nordic Ocean Watch in Norway.
§ 10.2 The decision to dissolve must be adopted at two consecutive general meetings, one or both of which may be extraordinary general meetings. The decision is made by a majority of the ordinary members of the organisation and a majority of the Board of Directors.
§ 11 Other
§ 11.1 If there is doubt as to the interpretation of the bylaws, the Board of Directors, as the supreme authority of the organisation between the general meetings, interprets the bylaws. If the issue is fundamental, the board may consider the issue at an ordinary or an extraordinary general meeting.
The bylaws was adopted at the statutory general meeting on the 11th of February 2019 and the latest update was adopted at the annual general meeting on the 27th of January 2022.
